An asset sale occurs when a business sells all or a portion of its assets. An asset sale is the purchase of individual assets and liabilities, whereas a stock sale is the purchase of the owner's shares of a corporation.Unlike an asset sale, the buyer in a stock sale obtains ownership in the seller's legal entity. Learn the tax implications for each type of sale. In an asset sale, the buyer purchases specific assets and liabilities of the business rather than acquiring the ownership of the company itself. While an asset sale outshines a stock sale in company structure support, it loses a fair amount of points when it comes to tax implications. Asset Sale lets buyers choose specific assets and liabilities; Stock Sale doesn't. An asset sale transaction involves the sale of some or all of the assets used in a business from a selling company to a buyer. Usually such agreements are not filed. Shares Eligible for Sale.